Option Countries Clause Samples

The "Option Countries" clause defines which countries are included as part of an agreement's scope, typically granting one party the right to extend certain rights, obligations, or activities to additional territories beyond the initial agreement. In practice, this clause may list specific countries that can be added to the contract at a later date, often subject to notice or payment of an additional fee. Its core function is to provide flexibility for future expansion into new markets while maintaining clarity about which territories are currently covered and which may be included later.
Option Countries. If Orphan Medical shall determine to enter into a license for the Product with a Third Party in an Option Country upon expiration of Celltech's right of first negotiation pursuant to Section 2.3(b) above, such license shall contain a provision automatically terminating such License should such country subsequently join the European Union or European Free Trade Area during the Term and Celltech shall have exercised its Option under Section 2.6 as to such country.
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Option Countries. 17.1 It is acknowledged that as at the Effective Date the Option Countries do not form part of the Territory and notwithstanding the obligations of ▇▇▇▇ to seek MAs for each of the Option Countries under the provisions of Clause 6.1.2, ▇▇▇▇ has no rights under this Agreement or otherwise to Exploit the Product in an Option Country. 17.2 Salix hereby grants to ▇▇▇▇ an option to amend the Territory by the addition of an Option Country, such option to be exercised (on one or two occasions) at any time by service of notice in writing by ▇▇▇▇ on Salix and, subject to Clause 17.4, on receipt of such notice, the Parties shall negotiate in good faith and execute as soon as reasonably practicable thereafter an amendment to this Agreement amending the Territory to include for all purposes with effect from the date of execution of such amendment, the Option Country designated in such notice provided that on execution of such amendment, in consideration of the grant of rights by Salix to ▇▇▇▇ under the terms of this Agreement in respect of an Option Country, ▇▇▇▇ shall pay to Salix the sum of US $[*] ([*] US dollars) in respect of such Option Country. 17.3 Salix may in its sole discretion terminate the option granted under Clause 17.2 in respect of an Option Country in the circumstances specified in and under the terms of Clause 6.2. 17.4 If Salix commences negotiations with any Third Party who wishes to acquire rights in respect of the Salix IP and the Product, to enable it to have manufactured and to Exploit any Products in an Option Country, Salix shall by notice in writing to ▇▇▇▇, notify ▇▇▇▇ that the option granted under Clause 17.2 shall be suspended from the date of such notice. [*] Confidential treatment requested; certain information omitted and filed separately with the SEC. 17.5 In the event that Salix grants rights in respect of the Salix IP and the Product to any Third Party in respect of an Option Country after service of any suspension notice under Clause 17.4 it shall forthwith by notice in writing to ▇▇▇▇ terminate the option granted under Clause 17.2 and thereafter ▇▇▇▇ shall have no further rights or obligations under this Clause 17 or otherwise under this Agreement in respect of such Option Country. 17.6 If notwithstanding service of a suspension notice under Clause 17.4, Salix terminates its negotiations with any Third Party, Salix may by subsequent notice in writing to ▇▇▇▇ lift the suspension of the option and with effect from the date of recei...
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Related to Option Countries

  • New Countries The Fund shall be responsible for informing the Custodian sufficiently in advance of a proposed investment which is to be held in a country in which no Subcustodian is authorized to act in order that the Custodian shall, if it deems appropriate to do so, have sufficient time to establish a subcustodial arrangement in accordance herewith. In the event, the Custodian is unable to establish such arrangements prior to the time the investment is to be acquired, the Custodian is authorized to designate at its discretion a local safekeeping agent, and the use of the local safekeeping agent shall be at the sole risk of the Fund, and accordingly the Custodian shall be responsible to the Fund for the actions of such agent if and only to the extent the Custodian shall have recovered from such agent for any damages caused the Fund by such agent.

  • Territories The Agreement territory is limited to the United States of America, including the District of Columbia, only. It does not include Canada or U.S. Territories including Guam, Puerto Rico, or U.S. Virgin Islands.

  • Regions Regions awarded for this Contract are specified in Attachment 1 – Summary of Lots and Regions Awarded. Regions follow county lines with the exception of Suffolk County which is split into two Regions, Eastern and Western Suffolk County: 1. Albany 2. Allegany 3. Bronx 4. ▇▇▇▇▇▇ 5. Cattaraugus 6. Cayuga 7. Chautauqua 8. Chemung

  • Commercialization Plan On a Product by Product basis, not later than sixty (60) days after the filing of the first application for Regulatory Approval of a Product in the Copromotion Territory, the MSC shall prepare and approve a rolling multiyear (not less than three (3) years) plan for Commercializing such Product in the Copromotion Territory (the "Copromotion Territory Commercialization Plan"), which plan includes a comprehensive market development, marketing, sales, supply and distribution strategy for such Product in the Copromotion Territory. The Copromotion Territory Commercialization Plan shall be updated by the MSC at least once each calendar year such that it addresses no less than the three (3) upcoming years. Not later than thirty (30) days after the filing of the first application for Regulatory Approval of a Product in the Copromotion Territory and thereafter on or before September 30 of each calendar year, the MSC shall prepare an annual commercialization plan and budget (the "Annual Commercialization Plan and Budget"), which plan is based on the then current Copromotion Territory Commercialization Plan and includes a comprehensive market development, marketing, sales, supply and distribution strategy, including an overall budget for anticipated marketing, promotion and sales efforts in the upcoming calendar year (the first such Annual Development Plan and Budget shall cover the remainder of the calendar year in which such Product is anticipated to be approved plus the first full calendar year thereafter). The Annual Commercialization Plan and Budget will specify which Target Markets and distribution channels each Party shall devote its respective Promotion efforts towards, the personnel and other resources to be devoted by each Party to such efforts, the number and positioning of Details to be performed by each Party, as well as market and sales forecasts and related operating expenses, for the Product in each country of the Copromotion Territory, and budgets for projected Pre-Marketing Expenses, Sales and Marketing Expenses and Post-Approval Research and Regulatory Expenses. In preparing and updating the Copromotion Territory Commercialization Plan and each Annual Commercialization Plan and Budget, the MSC will take into consideration factors such as market conditions, regulatory issues and competition.

  • Marketing Plans Contractor and the Exchange recognize that Enrollees and other health care consumers benefit from efforts relating to outreach activities designed to increase heath awareness and encourage enrollment. The parties shall share marketing plans on an annual basis and with respect to periodic updates of material changes. The marketing plans of each of the Exchange and Contractor shall include proposed marketing approaches and channels and shall provide samples of any planned marketing materials and related collateral as well as planned, and when completed, expenses for the marketing budget. The Contractor shall include this information for both the Exchange and the outside individual market. The Exchange shall treat all marketing information provided under this Section as confidential information and the obligation of the Exchange to maintain confidentiality of this information shall survive termination or expiration of this Agreement.